BXG REDHAWK S Sample Clauses

BXG REDHAWK S à r.x., a private limited company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg; and
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BXG REDHAWK S à.r.x.0-0, Xxx Xxxxxx Xxxxxxx, L-2453, Luxembourg Email: [***] Telephone Number: [***] Taxpayer ID#:[***] Name, Phone Number and Email Address of Purchaser’s contact person in connection with closing: Name: Jxxx Xxxxxxxxxx Phone Number: [***] Email: [***] Purchaser’s agent for service of process: Name: BXG Investment Operations Address: 300 Xxxx Xxxxxx Xxx Xxxx, XX 00000
BXG REDHAWK S. À R.X. By: /s/ Jxxx Xxxxxxxxxx Name: Jxxx Xxxxxxxxxx Title: Manager A By: /s/ Rxxxxx Xxx Name: Rxxxxx Xxx Title: Manager B US-DOCS\130918772.1 BXG SPV ESC (CYM) L.P. By: its BXG Side-by-SideGP L.L.C.its General Partner By: /s/Jxxxxxxx Xxxxxxxx Name:Jxxxxxxx Xxxxxxxx Title:Authorized Signatory US-DOCS\130918772.1 ÖSTE VENTURES AB By: /s/ Rickard Oste Name: Rxxxxxx Ost Title: CEO US-DOCS\130918772.1 ÖSTERSJÖSTIFTELSEN By: /s/ Mattias Klintemar Name: Mattias Klintemar Title: Director US-DOCS\130918772.1 SCHEDULE OF HOLDERS Holder Öste Ventures AB Östersjöstiftelsen 34 US-DOCS\130918772.1 EXHIBIT A REGISTRATION RIGHTS AGREEMENT JOINDER The undersigned is executing and delivering this Joinder pursuant to the Registration Rights Agreement dated as of [●], 2021 (as the same may hereafter be amended, the “Registration Rights Agreement”), among Oatly Group AB, a public limited liability company established under the Laws of Sweden (the “Company”), and the other persons named as parties therein. Capitalized terms used but not otherwise defined in this Joinder have the meanings ascribed to them in the Registration Rights Agreement. By executing and delivering this Joinder to the Registration Rights Agreement, and upon acceptance hereof by the Company upon the execution of a counterpart hereof, the undersigned hereby agrees to become a party to, to be bound by, and to comply with the provisions of the Registration Rights Agreement as a Holder of Registrable Securities in the same manner as if the undersigned were an original signatory to the Registration Rights Agreement, and the undersigned’s Shares shall be included as Registrable Securities under the Registration Rights Agreement to the extent provided therein. The Company is directed to add the address below the undersigned’s signature on this Joinder to the Schedule of Holders attached to the Registration Rights Agreement. Accordingly, the undersigned has executed and delivered this Joinder as of the day of _______________, 20__. Signature of Shareholder Print Name of Shareholder Its: Address: Agreed and Accepted as of _______________, 20__ Oatly Group AB By: Name: Its:
BXG REDHAWK S. À X.X. Class A Manager By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Authorized Signatory Class B Manager By: /s/ Xxxxxx Xxx Name: Xxxxxx Xxx Title: Authorized Signatory Blackstone Capital Partners Holdings Director L.L.C. By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Chief Compliance Officer and Secretary BXG SPV ESC (CYM) L.P. By BXG Side-by-Side GP L.L.C, its general partner By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Chief Compliance Officer and Secretary BXG REDHAWK HOLDINGS (CYM) L.P. By BXG Holdings Manager L.L.C, its general partner By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Chief Compliance Officer and Secretary BXG HOLDINGS MANAGER L.L.C. By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Chief Compliance Officer and Secretary BLACKSTONE GROWTH ASSOCIATES L.P. By: Blackstone Growth Associates L.P., its general partner By BXGA L.L.C. its general partner By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Chief Compliance Officer and Secretary BXGA L.L.C. By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Chief Compliance Officer and Secretary BXG SIDE-BY-SIDE GP L.L.C. By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Chief Compliance Officer and Secretary BLACKSTONE HOLDINGS II L.P. By Blackstone Holdings I/II GP L.L.C., its general partner By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Senior Managing Director BLACKSTONE HOLDINGS I/II GP L.L.C. By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Senior Managing Director BLACKSTONE INC. By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Senior Managing Director BLACKSTONE GROUP MANAGEMENT L.L.C. By: /s/ Xxxxx Xxx Name: Xxxxx Xxx Title: Senior Managing Director /s/ Xxxxxxx X. Xxxxxxxxxx
BXG REDHAWK S à.x.x., has irrevocably appointed The Blackstone Group International Partners LLP as its agent for service of process in relation to any proceedings before the English courts in connection with this Agreement;
BXG REDHAWK S. À X.X., a private limited company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg, acting by By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Class A Manager By: /s/ Xxxxxx Xxx Name: Xxxxxx Xxx Title: Class B Manager [Project Fortify – Signature Page to the Intercreditor Agreement] UNSECURED CONVERTIBLE NOTEHOLDER Executed as a Deed by BXG SPV ESC (CYM) L.P., a limited partnership organised under the laws of the Cayman Islands, acting by BXG Side-by-Side GP L.L.C., its general partner, acting by By: /s/ Xxx Xxxxx Name: Xxx Xxxxx Title: Director [Project Fortify – Signature Page to the Intercreditor Agreement] Senior Secured Export Credit Agency Facilities Lender AB Svensk Exportkredit /s/ Xxxx Xxxxx Xxxxx /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxx Xxxxx Name: Xxxx Xxxxxxx Capacity: Client Executive Capacity: Legal Counsel [Project Fortify – Signature Page to the Intercreditor Agreement]
BXG REDHAWK S. A.R.L By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Manager By: Blackstone Capital Partners Holdings Director LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Authorized Signatory BXG SPV ESC (CYM) L.P. By: BXG Side-by-Side GP L.L.C., its general partner By: /s/ Xxxxxxxxxxx Xxxxx Name: Xxxxxxxxxxx Xxxxx Title: Authorized Signatory IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their respective authorized officers as of the day and year first above written.
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BXG REDHAWK S. A.R.L By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Sole Manager BXG SPV ESC (CYM) L.P. By: BXG Side-by-Side GP L.L.C., its general partner By: /s/ Xxxxxxxxxxx Xxxxx Name: Xxxxxxxxxxx Xxxxx Title: Authorized Signatory IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their respective authorized officers as of the day and year first above written. BLACKSTONE GROWTH L.P. By: Blackstone Growth Associates L.P., its general partner By: /s/ Xxxxxxxxxxx Xxxxx Name: Xxxxxxxxxxx Xxxxx Title: Authorized Signatory IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their respective authorized officers as of the day and year first above written. [OTHER SHAREHOLDERS/INVESTORS] By: Name: Title:

Related to BXG REDHAWK S

  • E P T A N C E The above-mentioned Subscription in respect of the Shares is hereby accepted by SPORTSPRIZE ENTERTAINMENT INC. DATED at Vancouver, B.C. the 15th day of July, 1999. SPORTSPRIZE ENTERTAINMENT INC. Per: /s/Xxxx Xxxxxx, President ------------------------------------ Authorized Signatory SCHEDULE A - LEGEND "THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). THE HOLDER HEREOF, BY PURCHASING THIS SECURITY, AGREES FOR THE BENEFIT OF THE COMPANY THAT THIS SECURITY MAY NOT BE RESOLD, PLEDGED OR OTHERWISE TRANSFERRED (X) PRIOR TO THE ONE YEAR ANNIVERSARY OF THE ISSUANCE HEREOF OR (Y) BY ANY HOLDER THAT WAS AN AFFILIATE OF THE COMPANY AT ANY TIME DURING THE THREE MONTHS PRECEDING THE DATE OF SUCH TRANSFER, IN EITHER CASE, OTHER THAN (1) TO THE COMPANY, (2) SO LONG AS THIS SECURITY IS ELIGIBLE FOR RESALE PURSUANT TO RULE 144A UNDER THE 1933 ACT ("RULE 144A"), TO A PERSON WHOM THE SELLER REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A, PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE RESALE, PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A (AS INDICATED BY THE BOX CHECKED BY THE TRANSFEROR ON THE CERTIFICATE OF TRANSFER ON THE REVERSE OF THIS SECURITY), (3) IN AN OFFSHORE TRANSACTION IN ACCORDANCE WITH REGULATION S UNDER THE 1933 ACT (AS INDICATED BY THE BOX CHECKED BY THE TRANSFEROR ON THE CERTIFICATE OF TRANSFER ON THE REVERSE OF THIS SECURITY), (4) TO AN INSTITUTION THAT IS AN "ACCREDITED INVESTOR" AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7) UNDER THE 1933 ACT (AS INDICATED BY THE BOX CHECKED BY THE TRANSFEROR ON THE CERTIFICATE OF TRANSFER ON THE REVERSE OF THIS SECURITY) THAT IS ACQUIRING THIS SECURITY FOR INVESTMENT PURPOSES AND NOT FOR DISTRIBUTION, AND A CERTIFICATE IN THE FORM ATTACHED TO THIS SECURITY IS DELIVERED BY THE TRANSFEREE TO THE COMPANY, (5) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE 1933 ACT PROVIDED BY RULE 144 (IF APPLICABLE) UNDER THE 1933 ACT, OR (6) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, IN EACH CASE IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. AN INSTITUTIONAL ACCREDITED INVESTOR HOLDING THIS SECURITY AGREES THAT IT WILL FURNISH TO THE COMPANY SUCH CERTIFICATES AND OTHER INFORMATION AS IT MAY REASONABLY REQUIRE TO CONFIRM THAT ANY TRANSFER BY IT OF THIS SECURITY COMPLIES WITH THE FOREGOING RESTRICTIONS. THE HOLDER HEREOF, BY PURCHASING THIS SECURITY, REPRESENTS AND AGREES FOR THE BENEFIT OF THE COMPANY THAT IT IS (1) A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A OR (2) AN INSTITUTION THAT IS AN "ACCREDITED INVESTOR" AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7) UNDER THE 1933 ACT AND THAT IT IS HOLDING THIS SECURITY FOR INVESTMENT PURPOSES AND NOT FOR DISTRIBUTION OR (3) A NON-U.S. PERSON OUTSIDE THE UNITED STATES WITHIN THE MEANING OF (OR AN ACCOUNT SATISFYING THE REQUIREMENTS OF PARAGRAPH (o)(2) OF) RULE 902 UNDER REGULATION S UNDER THE 1933 ACT."

  • A G R E E M E N T S In consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, the parties hereto hereby agree as follows:

  • C I T A L S A. Beneficiary has now or will soon hereafter acquire fee title to that certain project located at (the “Property”). The current Owner of the Property is (“Seller”).

  • E C I T A L S A. Pursuant to the provisions of the Trust Agreement, the Trust may from time to time issue or redeem equity securities representing an interest in the assets of the Trust (“iShares”), in each case only in aggregate amounts of 50,000 iShares (such aggregate amount, a “Basket”), and integral multiples thereof, and only in transactions with a party who, at the time of the transaction, shall have signed and in effect an Authorized Participant Agreement with the Trust.

  • R E C I T A L S A. The Company has heretofore been formed as a limited liability company under the Delaware Act (as defined below) pursuant to a Certificate of Formation filed with the Secretary of State of the State of Delaware on October 17, 2022.

  • C E P T A N C E The above-mentioned Subscription Agreement in respect of the Shares is hereby accepted by Pan American Gold Corporation. DATED at Vancouver, BC, the 7th day of March, 2005 PAN AMERICAN GOLD CORPORATION Per: /s/ Xxxxxxx Xxxxxxxx Authorized Signatory EXHIBIT A THE SECURITIES REPRESENTED HEREBY HAVE BEEN OFFERED IN AN OFFSHORE TRANSACTION TO A PERSON WHO IS NOT A U.S. PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). NONE OF THE SECURITIES REPRESENTED HEREBY HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES (AS DEFINED HEREIN) OR TO U.S. PERSONS EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE 1933 ACT. "UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT. UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THE SECURITIES SHALL NOT TRADE THE SECURITIES BEFORE ___________________________. [Instruction Insert the date that is 4 months and a day after the Closing Date] THESE WARRANTS WILL EXPIRE AND BECOME NULL AND VOID AT 4:30 P.M. (VANCOUVER TIME) ON __________________, 2005. SHARE PURCHASE WARRANTS TO PURCHASE COMMON SHARES OF PAN AMERICAN GOLD CORPORATION incorporated in the Province of Ontario THIS IS TO CERTIFY THAT ___________________________________, (the “Holder”) of ________________________________________________________________________, has the right to purchase, upon and subject to the terms and conditions hereinafter referred to, up to ________________________________ fully paid and non-assessable common shares (the “Shares”) in the capital of Pan American Gold Corporation (hereinafter called the “Company”) on or before 4:30 p.m. (Vancouver time) on __________________, ________ (the “Expiry Date”) at a price per Share (the “Exercise Price”) of CDN$0.83 on the terms and conditions attached hereto as Appendix “A” (the “Terms and Conditions”).

  • W H E R E A S (A) The Company carries on the business shown in the Schedule hereto ("the Business") from the premises shown in the Schedule hereto ("the Premises")

  • R E E M E N T S In consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, the parties hereto hereby agree as follows:

  • I T A L S A. The Borrower has requested that the Lenders provide certain loans to and extensions of credit on behalf of the Borrower.

  • o Check if Transfer is Pursuant to Regulation S (i) The Transfer is being effected pursuant to and in accordance with Rule 903 or Rule 904 under the Securities Act and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will no longer be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes, on Restricted Definitive Notes and in the Indenture.

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